On October 1, 2019 Constellation Pharmaceuticals, Inc. (Nasdaq: CNST), a clinical-stage biopharmaceutical company using its expertise in epigenetics to discover and develop novel therapeutics, reported that it has entered into a securities purchase agreement with a group of institutional investors for the private placement of $65 million of shares of its common stock (Press release, Constellation Pharmaceuticals, OCT 1, 2019, View Source [SID1234539968]). The transaction is expected to close on or about October 3, 2019, subject to the satisfaction of customary closing conditions. The private placement is being led by Venrock Healthcare Capital Partners and includes Bain Capital Life Sciences and affiliates of The Column Group.
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In this private placement, the Company is selling 7,647,057 shares of common stock at a price of $8.50 per share. The Company expects to use net proceeds from the private placement to fund research and development expenses, including the clinical development of CPI-0610, CPI-1205 and CPI-0209, to advance the current pipeline of preclinical candidates, to discover and develop additional preclinical product candidates using its platform, as well as for working capital and other general corporate purposes.
The securities to be sold in the private placement have not been registered under the Securities Act of 1933, as amended (the "Securities Act"), or any state or other applicable jurisdiction’s securities laws, and may not be offered or sold in the United States absent registration or an applicable exemption from the registration requirements of the Securities Act and applicable state or other jurisdictions’ securities laws. The Company has agreed to file a registration statement with the U.S. Securities and Exchange Commission (the "SEC") registering the resale of the shares of common stock issued in the private placement no later than the 75th day after the closing of the private placement.
This press release shall not constitute an offer to sell or the solicitation of an offer to buy these securities, nor shall there be any offer, solicitation or sale of these securities in any jurisdiction in which such offer, solicitation or sale would be unlawful. Any offering of the securities under the resale registration statement will only be made by means of a prospectus.